Effect of Failure to Exercise Option. If the Exercise Period for the particular Arcus Program expires without TAIHO having exercised the Option for such Arcus Program in accordance with Section 2.1(d), then, effective upon either such expiration, the Option for such Arcus Program shall automatically terminate and be of no further force or effect, and neither TAIHO nor Arcus shall have any further obligation to the other party with respect to such Arcus Program, and the same shall thereafter cease to be an Arcus Program for all purposes of this Agreement.
Effect of Failure to Exercise Option. If the Exercise Period for a particular Collaboration Program expires without GSK having exercised the Option for such Collaboration Program in accordance with this Section 3.1(b), then, effective upon such expiration, (A) the Option for such Collaboration Program shall automatically terminate and be of no further force or effect, (B) Lyell shall have no further obligations to GSK with respect to such Collaboration Program, (C) unless otherwise provided in this Agreement, the Collaboration Target for such Collaboration Program shall be deemed a Terminated Target and Section 13.6(a) shall apply with respect thereto and the Collaboration Program, Compounds and Products therefor and (D) GSK shall return to Lyell (or destroy if so requested by Lyell) and make no further use of the Collaboration Anti-Exhaustion Components, Collaboration Deliverables or the Information contained in the Collaboration Component Data Package or [*] Data Package, as applicable, with respect to such Collaboration Program. For clarity, in the event GSK does not exercise its Option with respect to Unmodified [*] CAR T-Cell Therapy, it will not lose its right to exercise its Option for the Modified [*] CAR T-Cell Therapy.
Effect of Failure to Exercise Option. If the Corporation, AGS, SDS and/or HMS do not elect to purchase all of the Shares of the Affected Stockholder following a Sale Event, no portion of the Shares shall be transferred pursuant to this Section 6 on account of such Sale Event.
Effect of Failure to Exercise Option. In the case of a proposed Voluntary Transfer, if at the end of the sixth day after the expiration of the Shareholder Option Period, the total number of Covered Shares specified in all notices received by the Selling Shareholder is less than the total number of Covered Shares available under the option, the Selling Shareholder shall have the right to commence discussions regarding a purchase of the Covered Shares described in the Offer Notice with any potential purchaser identified in the Offer Notice or any other potential purchaser named in a subsequent written notice from the Selling Shareholder to the Company and the other parties to this Agreement (a “Purchaser Identification Notice”); provided, however, that the Selling Shareholder shall not enter into such discussions with any potential purchaser identified in the Offer Notice or a Purchaser Identification Notice if, within 14 days after receipt of the Offer Notice or the Purchaser Identification Notice, the Company or the Optionee Shareholder reasonably advises the Selling Shareholder in writing that such potential purchaser is not acceptable as a purchaser of Covered Shares and states the basis for such objection. Thereafter, the Selling Shareholder may make a Transfer of all (but not less than all, except to the extent tag-along rights are exercised pursuant to Section 3.7 of this Agreement) of such Covered Shares to any purchaser identified in the Offer Notice or in a Purchaser Identification Notice (excluding any such purchaser as to which objection is made as described in the proviso to the preceding sentence) upon the terms set forth in the Offer Notice (or other terms that are in no respect more favorable to such purchaser than the terms set forth in the Offer Notice), provided that (i) the Selling Shareholder and such purchaser fully comply with the tag-along provisions of Section 3.7 below, (ii) such Transfer is consummated within 90 days after the expiration of the Shareholder Option Period, and (iii) the transferee executes a counterpart of this Agreement. Any Shares thus transferred shall remain Covered Shares, as set forth in Section 7. If no such Transfer to that transferee is consummated within such 90 day period, such Covered Shares of the Selling Shareholder shall remain subject to all restrictions, terms and conditions of this Agreement. In the case of an Involuntary Transfer, if at the end of the sixth day after the expiration of the Shareholder Option Period the total number of C...
Effect of Failure to Exercise Option. If the Option Period expires without Acucela having exercised the Option in accordance with Section 2.1(b), then, effective upon such expiration, the Option and the R&D Licenses shall automatically terminate and be of no further force or effect, and neither Acucela nor YouHealth shall have any further obligation to the other Party with respect to Compound or Products.
Effect of Failure to Exercise Option. If the Company fails to exercise any Right arising under paragraph 10(b) within the time prescribed in paragraph 10(d), the Optionee, or his estate or legal representative, shall be free to retain ownership and to transfer at any time thereafter the shares subject to this Agreement. If the Company fails to exercise its Right arising under paragraph 10(c) within the time prescribed in paragraph 10(d), the Optionee shall be free, but only for a period of 90 days after the expiration of such Right, to transfer only those shares offered for sale to the Company in the notice prescribed in paragraph 10(c).
Effect of Failure to Exercise Option. A. NO RIGHT TO ACQUIRE STOCK OR AREA OF INTEREST If Golden Queen fails to exercise its option to acquire all the issued and outstanding Stock of the Company on or before the period stated heretofore in this Agreement, Golden Queen shall have no right, title, interest or claim to the Area of Interest or any of the Stock of the Company. However, the failure of Golden Queen to exercise its option shall in no way affect the payments agreed to be paid by Golden Queen to Optionor in Article III, of this Agreement.
Effect of Failure to Exercise Option. If neither the Company, nor the Investors, nor the Select Stockholders or other Stockholders accept an offer to purchase all of the shares of Common Stock of the offering Executive Stockholder or pursuant to the provisions of Section 2.6, 2.7, 2.8, 2.9, 2.10, 2.11 or 2.12, as the case may be, the offering Executive Stockholder or Stockholder, as the case may be, shall thereafter be entitled to make a Disposition of such remaining shares that have not been sold pursuant to the provisions of Section 2.6, 2.7, 2.8, 2.9, 2.10, 2.11 or 2.12, as applicable, subject to the requirements of Section 2.5 hereof and each of the other requirements of this Agreement. In the case of an offer of the Selling Stockholder pursuant to Section 2.9 hereof, if involuntary Disposition is not effected, each of the other provisions of this Agreement, including the provisions of Section 2.9 hereof, shall apply to any future involuntary Disposition of such shares of Common Stock owned by the Selling Stockholder.
Effect of Failure to Exercise Option. If neither the Company nor the Select Stockholders and the other Stockholders accept an offer to purchase all of the shares of Common Stock of the Selling Stockholder pursuant to the foregoing provisions of this Section 2.5, the Selling Stockholder shall thereafter be entitled to sell the remaining shares that have not been sold pursuant to the provisions of this Section 2.5 to the Bona Fide Offeror identified in the Offering Notice at a price per share equal to the Adjusted Price or to a purchaser that pays a price per share equal to the Book Value Price for the offered shares of Common Stock, and upon those terms stated in the Offering Notice given by the Selling Stockholder pursuant to this Section 2.5, but only if (i) such sale is completed within a period of three months from the date of delivery of the Reply Notice of the Select Stockholders and the other Stockholders rejecting the offer, and (ii) the purchaser, before such sale, shall have executed an Addendum Agreement with the Company, the Select Stockholders, and the other Stockholders. If the Selling Stockholder does not complete such sale within such three-month period, all the provisions of this Agreement, including the provisions of this Section 2.5, shall apply to any future sale or offer for sale of the shares of Common Stock owned by the Selling Stockholder.
Effect of Failure to Exercise Option. Without prejudice to the last paragraph of this Section 2.2.4., in the event PMC fails to properly and timely exercise the Option in the Field of Use, PMC shall be deemed to have forfeited all its rights hereunder, and it shall promptly return to CISTRON all CISTRON Technology and all embodiments of such technology. Without prejudice to the last paragraph of this Section 2.2.4., in the event PMC fails to properly and timely exercise the Option in either the Field of Preventative Vaccines or the Field of Therapeutic Vaccines, then PMC shall be deemed to have forfeited its rights hereunder to the extent such rights pertain to the non-selected field and it shall promptly return to CISTRON all CISTRON Technology and all embodiments of such technology. In both cases, PMC and CISTRON shall remain joint owners of JOINT INVENTIONS under the terms and conditions of Section 3.7 hereof.
